Form 8.5 (EPT/NON-RI) XSTRATA PLC

LONDON--()--

FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN

EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY (“RI”) STATUS (OR WHERE RI STATUS IS NOT APPLICABLE)

Rule 8.5 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Name of exempt principal trader:  

BARCLAYS CAPITAL SECURITIES LTD

(b) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

 

XSTRATA PLC

(c) Name of the party to the offer with which exempt principal trader is connected:  

Advisor to Offeree

(d) Date position held/dealing undertaken:  

28 December 2012

(e) Has the EPT previously disclosed, or is it today disclosing, under the Code in respect of any other party to this offer?  

YES:

 

GLENCORE INTL PLC

 

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security:       ORD            
Interests   Short Positions  
    Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 19,920,147 0.66% 893,523 0.03%
           
(2) Derivatives (other than
options): 460,279 0.02% 40,183,141 1.34%
           
(3) Options and agreements to
purchase/sell: 24,831,446 0.83% 1,975,416 0.07%
           
(4) TOTAL:
45,211,872 1.51% 43,052,080 1.43%

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors’ and other executive options)

Class of relevant security in relation to which subscription right exists:  
Details, including nature of the rights concerned and relevant percentages:  

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant   Purchase/sale   Number of   Price per unit
security   securities  
ORD Purchase 800 10.7200 GBP
ORD Purchase 1,600 10.6901 GBP
ORD Purchase 1,900 10.6492 GBP
ORD Purchase 2,014 10.6703 GBP
ORD Purchase 2,367 10.6935 GBP
ORD Purchase 3,000 10.6717 GBP
ORD Purchase 3,305 10.6680 GBP
ORD Purchase 4,727 10.7350 GBP
ORD Purchase 17,920 10.6450 GBP
ORD Purchase 533,183 10.7378 GBP
ORD Sale 344 10.6724 GBP
ORD Sale 579 10.7127 GBP
ORD Sale 709 10.6500 GBP
ORD Sale 721 10.6659 GBP
ORD Sale 800 10.7012 GBP
ORD Sale 1,016 10.6698 GBP
ORD Sale 1,300 10.6653 GBP
ORD Sale 1,416 10.6778 GBP
ORD Sale 1,458 10.7350 GBP
ORD Sale 1,663 10.6752 GBP
ORD Sale 2,359 10.6571 GBP
ORD Sale 3,000 10.6750 GBP
ORD Sale 4,210 15.8000 CHF
ORD Sale 5,952 10.7093 GBP
ORD Sale 9,793 10.6682 GBP
ORD Sale 22,436 10.6450 GBP
ORD Sale 50,458 10.6914 GBP

(b) Derivatives transactions (other than options)

Class of   Product   Nature of dealing   Number of   Price per
relevant description reference unit
security     securities  
ORD CFD Long 123 10.7089 GBP
ORD SWAP Long 1,300 10.6653 GBP
ORD SWAP Long 2,434 10.7075 GBP
ORD CFD Long 4,210 15.7976 CHF
ORD CFD Long 11,320 10.6550 GBP
ORD SWAP Long 50,458 10.6914 GBP
ORD SWAP Short 400 10.6465 GBP
ORD SWAP Short 1,567 10.6900 GBP
ORD SWAP Short 1,900 10.6491 GBP
ORD SWAP Short 533,183 10.7378 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security   Product description e.g. call option   Writing, purchasing, selling, varying etc.   Number of securities to which option relates   Exercise price per unit   Type

e.g. American, European etc.

  Expiry date   Option money paid/ received per unit

(ii) Exercising

Class of relevant security   Product description

e.g. call option

  Number of securities   Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security   Nature of dealing

e.g. subscription, conversion

  Details   Price per unit (if applicable)

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state “none”

NONE

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state “none”

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached?  

YES

 

Date of disclosure:  

31 Dec 2012

Contact name:   Geoff Smith
Telephone number:   020 3555 4632

SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the “Code”)

1. KEY INFORMATION

Identity of person whose open positions are being disclosed:  

BARCLAYS CAPITAL SECURITIES LTD

Name of offeror/offeree in relation to whose relevant securities the disclosure relates:

XSTRATA PLC

2. OPTIONS AND DERIVATIVES

Class   Product   Writing,   Number   Exercise   Type   Expiry
of description purchasing, of price date
relevant selling, securities per unit
security varying etc to which
option
      relates      
ORD Call Options Purchased 168,000 11.0346 European 16 May 2013
ORD Call Options Purchased 167,900 11.1902 European 13 Mar 2013
ORD   UNKNOWN 0      
ORD Put Options Purchased 2,570,863 7.9303 European 18 Jun 2013
ORD Put Options Written -250,000 7.2000 American 30 Dec 2012
ORD Put Options Written -500,000 8.0000 American 30 Dec 2012
ORD Put Options Written -600,000 8.2000 American 30 Dec 2012
ORD Call Options Written -625,416 12.0000 European 27 Feb 2013
ORD Equity Forward Purchased 21,924,683 20.5248   17 Jun 2013

3. AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

It is not necessary to provide details on a Supplemental Form (Open Positions) with regard to contracts for differences (“CFDs”) or spread bets.

The currency of all prices and other monetary amounts should be stated.

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

Short Name: BARCLAYS PLC
Category Code: FEO
Sequence Number: 357589
Time of Receipt (offset from UTC): 20121231T101924+0000

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